EMPLOYMENT AGREEMENT

     THIS  AGREEMENT  is made as of the 10th day of February, 2003, by and among
FIRST  NATIONAL BANK WEST METRO (the "Bank", or the "Employer"), a national bank
WEST  METRO  FINANCIAL SERVICES, INC., a bank holding company incorporated under
the  laws  of the State of Georgia (the "Company"), and John F. Hall, a resident
of  the  State  of  Georgia  (the  "Executive").

                                    RECITALS:

     The  Employer  desires  to employ the Executive as Executive Vice President
and Chief Operating Officer of the Bank and the Executive desires to accept such
employment.

     In  consideration  of  the  above  premises  and  the  mutual  agreements
hereinafter  set  forth,  the  parties  hereby  agree  as  follows:

1.     DEFINITIONS.  Whenever  used  in  this Agreement, the following terms and
       -----------
their  variant  forms  shall  have  the  meaning  set  forth  below:

     1.1     "AGREEMENT" shall mean this Agreement and any exhibits incorporated
              ---------
herein  together with any amendments hereto made in the manner described in this
Agreement.

     1.2     "AFFILIATE"  shall  mean  any  business  entity  which controls the
              ---------
employer,  is  controlled  by  or  is  under  common  control with the employer.

     1.3     "AREA"  shall  mean  the  geographic  area within the boundaries of
              ----
Paulding County, Douglas County, and that portion of Cobb County West of Highway
41,  Georgia.  It  is the express intent of the parties that the Area as defined
herein  is  the  area  where  the  Executive  performs services on behalf of the
Employer  under  this  Agreement.

     1.4     "BUSINESS OF THE EMPLOYER" shall mean the business conducted by the
              ------------------------
Employer,  which  is  the  business  of  commercial  banking.

     1.5     "CAUSE"  shall  mean:
              -----

          1.5.1     With  respect  to  termination  by  the  Employer:

               (a)     A  material  breach of the terms of this Agreement by the
     Executive,  including,  without  limitation,  failure  by  the Executive to
     perform  his  duties  and  responsibilities in the manner and to the extent
     required  under  this Agreement, which remains uncured after the expiration
     of thirty (30) days following the delivery of written notice of such breach
     to  the  Executive by Employer. Such notice shall (i) specifically identify
     the  duties  that  the Chief Executive Officer of the Employer believes the


<PAGE>
     Executive has failed to perform, (ii) state the facts upon which such Chief
     Executive  Officer  made  such  determination,

               (b)     Conduct  by  the  Executive  that  amounts  to  fraud,
     dishonesty  or  willful  misconduct  in  the  performance of his duties and
     responsibilities  hereunder;

               (c)     Arrest  for,  charged  in  relation  to  (by  criminal
     information,  indictment  or  otherwise),  or  conviction  of the Executive
     during  the  Term of this Agreement of a crime involving breach of trust or
     moral  turpitude;

               (d)     Conduct  by  the  Executive  that  amounts  to  gross and
     willful  insubordination,  inattention  to  his duties and responsibilities
     hereunder,  or  failure  to  perform  his  duties  in  a  manner within the
     expectations  and  requirements  of  the  employer;  or

               (e)     Conduct by the Executive that results in removal from his
     position as an officer or executive of Employer pursuant to a written order
     by  any  regulatory  agency  with  authority or jurisdiction over Employer.

          1.5.2     With  respect  to  termination  by the Executive, a material
diminution  in the powers, responsibilities or duties of the Executive hereunder
or  a  material breach of the terms of this Agreement by Employer, which remains
uncured  after  the  expiration  of  thirty  (30) days following the delivery of
written  notice  of  such  breach  to  Employer  by  the  Executive.

     1.6     "CHANGE  OF  CONTROL"  means  any  one  of  the  following  events:
              -------------------

               (a)     the  acquisition  by  any  person  or  persons  acting in
     concert  of  the  then outstanding voting securities of the Bank, if, after
     the  transaction, the acquiring person (or persons) owns, controls or holds
     with  power  to  vote  fifty  percent  (50%) or more of any class of voting
     securities  of  the  Bank,  as  the  case  may  be;

               (b)     within any twelve-month period (beginning on or after the
     Effective  Date)  the  persons  who  were directors of the Bank immediately
     before  the  beginning  of  such  twelve-month  period  (the  "Incumbent
     Directors")  shall cease to constitute at least a majority of such board of
     directors;  provided  that  any  director  who was not a director as of the
     Effective Date shall be deemed to be an Incumbent Director if that director
     were  elected to such board of directors by, or on the recommendation of or
     with  the  approval  of,  at  least  two-thirds  of  the directors who then
     qualified  as  Incumbent  Directors;  and provided further that no director
     whose  initial  assumption  of  office  is  in connection with an actual or
     threatened  election  contest  (as  such  terms  are used in Rule 14a-11 of
     Regulation  14A  promulgated  under  the  Securities  Exchange Act of 1934)
     relating  to  the  election of directors shall be deemed to be an Incumbent
     Director;

               (c)     a  reorganization,  merger or consolidation, with respect
     to which persons who were the stockholders of the Bank, as the case may be,
     immediately  prior  to such reorganization, merger or consolidation do not,
     immediately  thereafter,  own


<PAGE>
     more than fifty percent (50%) of the combined voting power entitled to vote
     in  the  election  of  directors of the reorganized, merged or consolidated
     company's  then  outstanding  voting  securities;  or

              (d)     the  sale,  transfer or assignment of all or substantially
     all  of  the assets of the Company and its subsidiaries to any third party.

     1.7     "COMPANY  INFORMATION"  means  Confidential  Information  and Trade
              --------------------
Secrets.

     1.8     "CONFIDENTIAL  INFORMATION"  means data and information relating to
              -------------------------
the  business of the Bank or the Company (which does not rise to the status of a
Trade  Secret)  which  is or has been disclosed to the Executive or of which the
Executive  became  aware  as  a  consequence  of  or  through  the  Executive's
relationship  to  the  Employer  and  which has value to the Employer and is not
generally  known to its competitors.  Confidential Information shall not include
any data or information that has been voluntarily disclosed to the public by the
Employer  (except  where  such  public disclosure has been made by the Executive
without authorization) or that has been independently developed and disclosed by
others,  or  that  otherwise  enters  the  public  domain  through lawful means.

     1.9     "DISABILITY"  shall  mean the inability of the Executive to perform
              ----------
each  of  his  material  duties  under  this  Agreement  for the duration of the
disability  period  under the Employer's policy then in effect as certified by a
physician  chosen  by  the  Employer and reasonably acceptable to the Executive.

     1.10     "EFFECTIVE  DATE"  shall  mean  the  employment  date.
               ---------------

     1.11     "INITIAL  TERM"  shall  mean that period of time commencing on the
               -------------
first  day  of  employment (the "Beginning Date") and running until the close of
business on the last business day immediately preceding the third anniversary of
the  Beginning  Date.

     1.12     "TERM"  shall  mean the earlier of (a) the last day of the Initial
               ----
Term  or most recent subsequent renewal period or (b) any earlier termination of
employment  of  the Executive under this Agreement as provided for in Section 3.

     1.13     "TRADE  SECRETS"  means  Employer  information  including, but not
               --------------
limited  to,  technical or non-technical data, formulas, patterns, compilations,
programs,  devices,  methods,  techniques,  drawings, processes, financial data,
financial  plans,  product  plans  or  lists of actual or potential customers or
suppliers  which:

               (a)     derives  economic  value,  actual  or potential, from not
     being  generally  known  to,  and not being readily ascertainable by proper
     means  by,  other persons who can obtain economic value from its disclosure
     or  use;  and

               (b)     is  the  subject of efforts that are reasonable under the
     circumstances to maintain its secrecy.


<PAGE>
2.     DUTIES.
       ------

     2.1     POSITION.  The  Executive  is  employed initially as Executive Vice
             --------
President  and  Chief Operating Officer of the Bank, subject to the direction of
the  Chief  Executive  Officer  and  Board  of  Directors  of  the  Bank  or its
designee(s),  shall  perform  and discharge well and faithfully the duties which
may  be  assigned  to  him  from time to time by the Bank in connection with the
conduct  of  its business.  The duties and responsibilities of the Executive are
set  forth  on  Exhibit  A  attached  hereto.
                ----------

     2.2     FULL-TIME  STATUS.  In  addition to the duties and responsibilities
             -----------------
specifically  assigned  to  the  Executive  pursuant  to Section 2.1 hereof, the
Executive  shall:

               (a)     devote  substantially  all  of his time, energy and skill
     during  regular  business  hours  to  the  performance of the duties of his
     employment  (reasonable  vacations  and  reasonable absences due to illness
     excepted)  and  faithfully  and  industriously  perform  such  duties;

               (b)     diligently follow and implement all reasonable and lawful
     management  policies  and  decisions  communicated  to  him  by  the  Chief
     Executive  Officer  of  the  Bank;  and

               (c)     timely prepare and forward to the Chief Executive Officer
     of  the  Bank  all  reports  and  accountings  as  may  be requested of the
     Executive.

          2.3     OTHER  PERMITTED ACTIVITIES.  While the Executive shall devote
                  ---------------------------
     substantially  all  of  his  business  time,  attention and energies to the
     Business  of  the  Employer;  this  shall  not  preclude the Executive from
     pursuing  any  other  business  or  professional  activities  provided such
     activities  do  not  interfere or conflict with the duties to be discharged
     pursuant  to  the  terms  of  this  Agreement.

3.     TERM  AND  TERMINATION.
       ----------------------

     3.1     TERM.     This  Agreement  shall  remain  in  effect  for the Term.
             ----
While  this Agreement remains in effect, however, it shall renew each day for an
additional  day  so that the unexpired Term is always three (3) years unless and
until  either party gives written notice to the other of its intent not to allow
the  Term  to renew on a daily basis with such written notice to be effective no
earlier than the date of the notice.  In the event such notice of non-renewal is
properly  given,  this Agreement shall terminate on the close of business on the
third anniversary of the date of the notice of non-renewal or the effective date
of  non-renewal  specified  in  the  notice,  whichever  is  later.

     3.2     TERMINATION.  During  the  Term,  the  employment  of the Executive
             -----------
under  this  Agreement  may  be  terminated  only  as  follows:


<PAGE>
          3.2.1     By  the  Employer:

          (a)     In the event the  Executive  is  disapproved  for the position
     employed  herein  by  the  Company's  regulators.

          (b)     For  Cause,  upon  written notice to the Executive pursuant to
     Section  1.5.1  hereof;

          (c)     Without  Cause  at any time, provided that the Bank shall give
     the  Executive  thirty  (30)  days'  prior  written notice of its intent to
     terminate,  in  which  event  the Employer shall be required to continue to
     meet  its obligations to the Executive under Section 4.1 for a period equal
     to  the  lesser of (i) twelve (12) months following the termination or (ii)
     the  remaining  Term  of  the  Agreement;  or

          (d)     Upon  the  Disability  of Executive at any time, provided that
     the  Employer  shall  give  the  Executive  thirty (30) days' prior written
     notice  of  its  intent  to  terminate;

          3.2.2     By  the  Executive:

          (a)     For  Cause,  in  which event the Employer shall be required to
     continue  to  meet  its obligations under Section 4.1 for a period equal to
     the  lesser of (i) twelve (12) months following the termination or (ii) the
     remaining  Term  of  the  Agreement;  or

          (b)     Without  Cause  or  upon  the  Disability  of  the  Executive,
     provided that the Executive shall give the Employer thirty (30) days' prior
     written  notice  of  his  intent  to  terminate.

          3.2.3     At  any  time upon mutual, written agreement of the parties.

          3.2.4     Notwithstanding anything in this Agreement to the contrary,
          the  Term  shall  end  automatically  upon  the  Executive's  death.

     3.3     CHANGE OF CONTROL.  If the Executive terminates his employment with
             -----------------
the Employer under this Agreement for any reason within six (6) months following
a Change of Control, the Executive, or in the event of his subsequent death, his
designated  beneficiaries  or  his estate, as the case may be, shall receive, as
liquidated  damages,  in  lieu of all other claims, a severance payment equal to
one full year of the Executive's then current Base Salary, to be paid in full on
the  last  day of the month following the date of termination. In no event shall
the  payment(s)  described  in  this  Section 3.3 exceed the amount permitted by
Section  280G of the Internal Revenue Code, as amended (the "Code").  Therefore,
if  the  aggregate  present  value  (determined  as of the date of the Change of
Control  in  accordance with the provisions of Section 280G of the Code) of both
the  severance  payment and all other payments to the Executive in the nature of
compensation  which are contingent on a change in ownership or effective control
of  the  Bank  or in the ownership of a substantial portion of the assets of the
Bank  (the  "Aggregate


<PAGE>
Severance") would result in a "parachute payment," as defined under Section 280G
of  the  Code,  then the Aggregate Severance shall not be greater than an amount
equal to 2.99 multiplied by Executive's "base amount" for the "base period, " as
those terms are defined under Section 280G. In the event the Aggregate Severance
is  required  to be reduced pursuant to this Section 3.3, the Executive shall be
entitled  to  determine  which  portions  of  the  Aggregate Severance are to be
reduced  so  that  the  Aggregate Severance satisfies the limit set forth in the
preceding  sentence.  Notwithstanding  any  provision  in this Agreement, if the
Executive  may exercise his right to terminate employment under this Section 3.3
or  under  Section  3.2.2(a),  the Executive may choose which provision shall be
applicable.

     3.4     EFFECT  OF  TERMINATION.  Upon  termination  of  the  Executive's
             -----------------------
employment  hereunder,  the  Employer  shall  have no further obligations to the
Executive  or  the Executive's estate with respect to this Agreement, except for
the  payment  of salary, accrued pursuant to Section 4.1 hereof and unpaid as of
the  effective  date of the termination of employment and any payments set forth
in  Sections 3.2.1(a), (c) or (d); Section 3.2.2(a); Section 3.3; and/or Section
4.4,  but  only  to the extent applicable as provided in such Sections.  Nothing
contained herein shall limit or impinge upon any other rights or remedies of the
Employee  or  the  Executive  under  any  other  agreement  or plan to which the
Executive is a party or of which the Executive is a beneficiary.

4.     COMPENSATION.  The  Executive  shall  receive  the  following  salary and
       ------------
benefits during the Term, except as otherwise provided below:

     4.1     BASE  SALARY.  During the Initial Term, the Executive shall be paid
             ------------
a  salary  equal to an annual base rate of $120,000.00 (the "Base Salary").  The
Executive's  Base Salary shall be reviewed by the Chief Executive Officer of the
Bank  at least annually, and the Executive shall be entitled to receive annually
an  increase in such amount, if any, as may be determined by the CEO of the Bank
based  on  its  evaluation  of  Executive's  performance.  Base  Salary shall be
payable in accordance with the Employer's normal payroll practices.

     4.2     INCENTIVE  COMPENSATION.     The  Executive  shall  be  entitled to
             -----------------------
bonus  compensation in the amount up to 25% of base salary through a performance
bonus  incentive  plan.  The  incentive  plan  will  be structured to reward the
Executive  for  performance  in  meeting  selective  objectives.  Details of the
incentive plan will be formulated and agreed to by Executive and Employer during
the  first  month  of  Executives  employment.

     4.3     STOCK  OPTIONS.  As  soon as practicable following the first day of
             --------------
employment, the company will grant to the Executive an incentive stock option to
purchase  15,000  shares  of  the Company's common stock at a per share purchase
price  equal  to no less than the fair market value determined as of the date of
grant.  The  option  generally  will  become  vested  and  exercisable in equal,
one-third  increments,  commencing  on the first anniversary of the option grant
date  and  continuing  for  the  next two (2) successive anniversaries until the
option  is fully vested and exercisable.  The option shall expire generally upon
the  earlier of ninety (90) days following termination of employment or upon the
tenth  anniversary  of  the option grant date.  The option will be issued by the
Employer pursuant to the Company's stock incentive plan and subject to the terms
of  a  related  stock  option  agreement.  In  addition,  the executive shall be
entitled  to  earn  up  to  2,000 additional shares per year under a performance
incentive plan structured to reward executive for


<PAGE>
performance  in  meeting  selective  objectives.  Details  of  the  stock option
performance  incentive  plan  will  be formulated and agreed to by Executive and
Employer  during the first month of Executive's employment. Each year's grant of
stock  will  vest  in  equal one-third increments over the three years following
grant  date.

     4.4     HEALTH  INSURANCE.
             -----------------

          (a)     The Employer  shall  pay for the cost of premium payments paid
          for  the Executive's health insurance covering the Executive under the
          Employer's  health  insurance  plan  during  the  "Term".

     4.5     AUTOMOBILE.  Beginning  as of the Effective Date, the Employer will
             ----------
provide Executive with an automobile allowance of $500 per month.

     4.6     BUSINESS  EXPENSES;  MEMBERSHIPS.  The Employer specifically agrees
             --------------------------------
to reimburse the Executive for:

          (a)     reasonable  and necessary business (including travel) expenses
     incurred  by him in the performance of his duties hereunder, as approved by
     the  CEO  of  either  the  Bank  or  the  Company;  and

          (b)     beginning  as  of  the  Effective  Date, the dues and business
     related  expenditures,  associated  with membership in The Marietta Country
     Club  and  civic  associations,  as  selected  by  the  Executive,  and  in
     professional  associations  which  are  commensurate  with  his  position;
     provided,  however,  that  the  Executive  shall,  as  a  condition  of
     reimbursement,  submit  verification  of  the  nature  and  amount  of such
     expenses  in  accordance  with  reimbursement  policies  from  time to time
     adopted  by  the Employer and in sufficient detail to comply with rules and
     regulations  promulgated  by  the  Internal  Revenue  Service.

     4.7     VACATION.  On  a  non-cumulative  basis,  the  Executive  shall  be
             --------
entitled  to  four  (4) weeks of vacation in each successive twelve-month period
during  the  Term,  during  which  his  compensation  shall  be  paid  in  full.

     4.8     LIFE  INSURANCE.  Executive  shall be entitled to life insurance as
             ---------------
is  customary  under  the  Company's  benefit  program  for  all  employees.

     4.9     BENEFITS.  In  addition  to  the benefits specifically described in
             --------
this  Agreement,  the  Executive  shall  be  entitled to such benefits as may be
available  from  time  to  time  to other employees.  All such benefits shall be
awarded  and  administered  in  accordance with the Bank's standard policies and
practices.  Such  benefits  may  include, by way of example only, profit-sharing
plans,  retirement  or  investment  funds,  dental,  health, life and disability
insurance  benefits  and  such  other  benefits  as  the Bank deems appropriate.


<PAGE>
     4.10     WITHHOLDING.  The  Employer  may  deduct  from  each  payment  of
              -----------
compensation  hereunder  all  amounts  required  to  be deducted and withheld in
accordance  with applicable federal and state income, FICA and other withholding
requirements.

5.     EMPLOYER  INFORMATION.
       ---------------------

     5.1     OWNERSHIP  OF  COMPANY  INFORMATION.   All  Employer  Information
             -----------------------------------
received  or  developed  by  the  Executive  while employed by the Employer will
remain  the  sole  and  exclusive  property  of  the  Employer.

     5.2     OBLIGATIONS  OF  THE  EXECUTIVE.  The  Executive  agrees:
             -------------------------------

          (a)     to  hold  Employer  Information  in  strictest  confidence;

          (b)     not  to  use,  duplicate,  reproduce,  distribute, disclose or
     otherwise  disseminate  Employer Information or any physical embodiments of
     Employer  Information;  and

          (c)     in  any  event, not to take any action causing or fail to take
     any  action  necessary  in  order  to prevent any Employer Information from
     losing its character or ceasing to qualify as Confidential Information or a
     Trade  Secret.

In  the  event  that  the  Executive is required by law to disclose any Employer
Information,  the  Executive will not make such disclosure unless (and then only
to  the extent that) the Executive has been advised by independent legal counsel
that such disclosure is required by law and then only after prior written notice
is  given  to the Employer when the Executive becomes aware that such disclosure
has  been  requested and is required by law.  This Section 5 shall survive for a
period  of  twelve  (12)  months following termination of this Agreement for any
reason  with  respect to Confidential Information, and shall survive termination
of  this Agreement for any reason for so long as is permitted by applicable law,
with  respect  to  Trade  Secrets.

     5.3     DELIVERY  UPON  REQUEST  OR  TERMINATION.  Upon  request  by  the
             ----------------------------------------
Employer, and in any event upon termination of his employment with the Employer,
the  Executive  will  promptly deliver to the Employer all property belonging to
the  Employer,  including,  without limitation, all Employer Information then in
his  possession  or  control.

6.     NON-COMPETITION.  The  Executive agrees that during his employment by the
       ---------------
Bank  hereunder  and,  in  the  event  of  his  termination:

     -    by  the  Employer  for  Cause  pursuant  to  Section  3.2.1(b),
     -    by  the  Executive  without  Cause  pursuant  to  Section 3.2.2(b), or
     -    by  the  Executive  in connection with a Change of Control pursuant to
          Section  3.3,

for  a period of twelve (12) months thereafter, he will not (except on behalf of
or  with  the  prior  written  consent of the Employer), within the Area, either
directly  or  indirectly,  on  his  own behalf or in the service or on behalf of
others,  as  an  executive  employee  or  in  any  other  capacity  which


<PAGE>
involves  duties  and  responsibilities  similar  to  those  undertaken  for the
Employer  (including  as  an  organizer  or  proposed executive officer of a new
financial  institution),  engage  in  any  business  which  is  the  same  as or
essentially  the  same  as  the  Business  of  the  Employer.

7.     NON-SOLICITATION  OF  CUSTOMERS.  The  Executive  agrees  that during his
       -------------------------------
employment  by  the  Employer  hereunder  and,  in the event of his termination:

     -    by  the  Employer  for  Cause  pursuant  to  Section  3.2.1(b),
     -    by  the  Executive  without  Cause  pursuant  to  Section 3.2.2(b), or
     -    by  the  Executive  in connection with a Change of Control pursuant to
          Section  3.3,

for  a period of twelve (12) months thereafter, he will not (except on behalf of
or  with the prior written consent of the Employer), within the Area, on his own
behalf  or in the service or on behalf of others, solicit, divert or appropriate
or  attempt  to  solicit,  divert  or  appropriate, any business from any of the
Employer's customers, including actively sought prospective customers, with whom
the  Executive  has or had material contact during the last two (2) years of his
employment,  for purposes of providing products or services that are competitive
with  the  Business  of  the  Employer.

8.     NON-SOLICITATION  OF  EMPLOYEES.  The  Executive  agrees  that during his
       -------------------------------
employment  by  the  Employer  hereunder  and,  in the event of his termination:

     -    by  the  Employer  for  Cause  pursuant  to  Section  3.2.1(b),
     -    by  the  Executive  without  Cause  pursuant  to  Section 3.2.2(b), or
     -    by  the  Executive  in connection with a Change of Control pursuant to
          Section  3.3,

for  a period of twelve (12) months thereafter, he will not, within the Area, on
his  own  behalf  or  in the service or on behalf of others, solicit, recruit or
hire  away  or  attempt  to  solicit,  recruit or hire away, any employee of the
Employer  or  its  Affiliates  to another person or entity providing products or
services that are competitive with the Business of the Employer, whether or not:

     -    such  employee  is a full-time employee or a temporary employee of the
          Employer  or  its  Affiliates,
     -    such  employment  is  pursuant  to  written  agreement,  and
     -    such  employment  is  for  a  determined  period  or  is  at  will.

9.     REMEDIES.  The  Executive agrees that the covenants contained in Sections
       --------
5 through 8 of this Agreement are of the essence of this Agreement; that each of
the covenants is reasonable and necessary to protect the business, interests and
properties  of  the  Employer,  and  that  irreparable  loss  and damage will be
suffered  by the Employer should he breach any of the covenants.  Therefore, the
Executive  agrees and consents that, in addition to all the remedies provided by
law  or  in  equity,  the  Employer shall be entitled to a temporary restraining
order  and  temporary  and  permanent  injunctions  to  prevent  a  breach  or
contemplated  breach  of  any  of the covenants.  The Employer and the Executive
agree  that  all  remedies  available  to  the  Employer  or  the  Executive, as
applicable,  shall  be  cumulative.


<PAGE>
10.     SEVERABILITY.  The parties agree that each of the provisions included in
        ------------
this  Agreement is separate, distinct and severable from the other provisions of
this  Agreement  and  that  the  invalidity or unenforceability of any Agreement
provision shall not affect the validity or enforceability of any other provision
of this Agreement.  Further, if any provision of this Agreement is ruled invalid
or  unenforceable  by  a  court  of competent jurisdiction because of a conflict
between  the  provision  and  any applicable law or public policy, the provision
shall be redrawn to make the provision consistent with and valid and enforceable
under  the  law  or  public  policy.

11.     NO SET-OFF BY THE EXECUTIVE.  The existence of any claim, demand, action
        ---------------------------
or  cause  of  action by the Executive against the Employer, or any Affiliate of
the  Employer,  whether  predicated  upon this Agreement or otherwise, shall not
constitute  a  defense  to  the enforcement by the Employer of any of its rights
hereunder.

12.     NOTICE.  All  notices  and  other  communications  required or permitted
        ------
under  this  Agreement shall be in writing and, if mailed by prepaid first-class
mail  or  certified mail, return receipt requested, shall be deemed to have been
received  on  the earlier of the date shown on the receipt or three (3) business
days  after  the postmarked date thereof.  In addition, notices hereunder may be
delivered  by  hand  or  overnight  courier,  in which event the notice shall be
deemed effective when delivered. All notices and other communications under this
Agreement  shall  be  given  to  the  parties hereto at the following addresses:

          (i)     If  to  the  Employer,  to  it  at:
                  First  National  Bank  West  Metro
                  P.  O.  Drawer  1190
                  Dallas,  GA  30132

          (ii)    If  to  the  Executive,  to  him  at:
                  John  F.  Hall
                  2669  Tift  Way,  N.W.
                  Kennesaw,  GA  30152

13.     ASSIGNMENT.  Neither  party hereto may assign or delegate this Agreement
        ----------
or  any  of  its rights and obligations hereunder without the written consent of
the  other  party  to  this  Agreement.

14.     WAIVER.  A  waiver  by one party to this Agreement of any breach of this
        ------
Agreement  by the other party to this Agreement shall not be effective unless in
writing,  and no waiver shall operate or be construed as a waiver of the same or
another  breach  on  a  subsequent  occasion.

15.     ARBITRATION.  Any  controversy  or  claim  arising out of or relating to
        -----------
this contract, or the breach thereof, shall be settled by binding arbitration in
accordance  with  the  Commercial  Arbitration Rules of the American Arbitration
Association.  Judgment  upon the award rendered by the arbitrator may be entered
only in the State Court of Paulding County or the federal court for the Northern
District  of Georgia.  The Employer and the Executive agree to share equally the
fees  and  expenses associated with the arbitration proceedings.  EXECUTIVE MUST
INITIAL  HERE:  _____


<PAGE>
16.     ATTORNEYS'  FEES.  In the event that the parties have complied with this
        ----------------
Agreement  with respect to arbitration of disputes and litigation ensues between
the  parties  concerning  the  enforcement  of  an  arbitration award, the party
prevailing  in such litigation shall be entitled to receive from the other party
all reasonable costs and expenses, including without limitation attorneys' fees,
incurred  by  the  prevailing  party in connection with such litigation, and the
other  party  shall pay such costs and expenses to the prevailing party promptly
upon  demand  by  the  prevailing  party.

17.     APPLICABLE  LAW.  This  Agreement  shall be construed and enforced under
        ---------------
and in accordance with the laws of the State of Georgia.

18.     INTERPRETATION.  Words  importing any gender include all genders.  Words
        --------------
importing  the singular form shall include the plural and vice versa.  The terms
"herein",  "hereunder", "hereby", "hereto", "hereof" and any similar terms refer
to  this  Agreement.  Any captions, titles or headings preceding the text of any
article,  section  or  subsection herein are solely for convenience of reference
and  shall  not  constitute  part  of  this  Agreement  or  affect  its meaning,
construction  or  effect.

19.     ENTIRE  AGREEMENT.  This  Agreement  embodies  the  entire  and  final
        -----------------
agreement  of  the  parties  on the subject matter stated in this Agreement.  No
amendment  or  modification of this Agreement shall be valid or binding upon the
Employer  or  the  Executive  unless made in writing and signed by both parties.
All  prior  understandings and agreements relating to the subject matter of this
Agreement  are  hereby  expressly  terminated.

20.     RIGHTS  OF  THIRD  PARTIES.  Nothing  herein expressed is intended to or
        --------------------------
shall  be  construed to confer upon or give to any person, firm or other entity,
other  than  the  parties  hereto  and  their  permitted  assigns, any rights or
remedies  under  or  by  reason  of  this  Agreement.

21.     SURVIVAL.  The  obligations  of the Executive pursuant to Sections 5, 6,
        --------
7,  8  and  9  shall  survive the termination of the employment of the Executive
hereunder  for  the  period  designated under each of those respective sections.

22.     JOINT  AND  SEVERAL.  The  obligations  of  the  Bank and the Company to
        -------------------
Executive  hereunder  shall  be  joint  and  several.

     IN  WITNESS  WHEREOF,  the  Employer  and  the  Executive have executed and
delivered  this  Agreement  as  of  the  date  first  shown  above.

                              THE  BANK:
                              FIRST  NATIONAL  BANK  OF  WEST  METRO
                              By:
                                 -------------------------------------------
                              Print  Name:
                                          ----------------------------------
                              Title:
                                    ----------------------------------------
                              THE  EXECUTIVE:


                              ----------------------------------------------
                              John  F.  Hall


<PAGE>